Flood currents in shallow estuaries are driven by an along-channel barotropic and baroclinic pressure gradient that increases monotonically toward the bottom, while friction retards near-bottom currents. Therefore, in many estuaries there is a middepth maximum in flood currents. We explore this phenomenon using a simple three-layer model in which each layer has vertically uniform currents and constant density. In this model the middle layer is of intermediate density and grows by shear-induced entrainment from the other two layers. This very simple model produces a middepth maximum in flood currents and simulates observed currents in the Columbia River entrance channel within about 10%. There is good qualitative agreement between model salinity transport and observed transport. The model pycnocline rises and falls tidally, in phase with the observed pycnocline, although pycnocline depth and thickness are better simulated using results from a two-layer model <Cudaback and Jay, 2000>. ¿ 2001 American Geophysical Union